Remnant meet Tennyson
by InazumaG
Summary: After confronting Eon Ben found him self in a new world and a school training heroes Disclamer: I do not own Ben 10 character or RWBY character they are belong to Man of Action and Rooster Teeth respectively
1. Chapter 0: The Beginng

**Remnant Meet Tennyson**

A/N: This is my First fanfiction and it is inspired from **RWBBYVerse (Jade and Q)** , I really her way of approach creating infinte ver of Ben clone. With that done let get in the story

 **Chapter 0: the Beginning**

Earth, Bellwood, the home for the Universe saving hero the one and only Ben Tennyson A.K.A Ben 10. In The sky a green jet carrying Ben, best friend Rook Blonko and Kevin Levin alongside his cousin Gwen, is returning after a interstellar summer road trip and the crew is hoping to get a good night s rest. It all come apart when they hear a explosion in one of the Plummer storage facility.

When they arrive they supirred to she what had happen Gwen is the frist one to say any thing " What happen here, the door look like it been melt throught rather than being blast open" It quickly be back up by Kevin " And that is nearly impossiable, this door is being coated with Pyronite wax which is Fireproof, and it is made from Infinitum "

" So what does the Plummer keap down here that need this much protection" Ben ask only to get a respond from Rook stated " I don't know, whatever being store hear must be very dangerous that is did't show in any Plummer record".

" So like a black Vault" Ben state

"Indeed" Rook smiply reply

Their conversation came to a end when they spot something glowing at the end of the vault. To they surprise they found Eon is modified some weird looking gun.

" Hey Eon I think it time you stop what you doing and return that think were it belong and get it over with" Ben said out lound, hearing Ben Eon immediately point the gun to his direction " Ah, Tennyson so glad for you to arrive and you brought friend. No matter, this is only just the beginning". Eon state with a smirk and fire his gun

Seeing this Ben quickly tap the Omnitrix which cause a bright green flash in Ben place is now a humanoid Diamond like creature with a black body and leg , he wear a green belt with and white stripe on which the Omnitrix symbol is held and large green stripe in the middle of his belt. This is Diamond Head.

After transform Ben immediately change his arm into a large mirror think it would reflect the beam back to Eon but to his surprise the beam struck him. After make contact with Diamondhead body the beam started to turn in to a black hole and began sucking Ben in to it. To his surprise Ben can only mutter "What….did…..you….just….." Before his finish his statement Ben Tennyson is no more which lead the Team in shock.

-0-

In the middle for a forrest sky sundent bright light appear in the sky and come out from it is Diamondhead pluming straight in to the ground.

In the cliff side on the other side of the forest a man in white coat and goggle looking in to where the Diamond creature fall and only say" Welcome to Remnant young Tennyson", in his hand are a newspaper picture with Ben in the middle wearing a green trench coat with a number 10 on the side along with a white stripe in the arm. In his right there are a blonde girl hugging a black hair girl wearing a red hoody, and in his left the are a girl with white hair wearing a white skirt and a black hair girl with a bow on top. Behind them are 4 youngster, a nervous blonde boy wearing a armor whose hand is being hook by a red hair girl. Next to them is a black haired boy with a magenta streak and and a orange hair girl whose is hugging the black hair boy. The title of the paper is **VALE DEFENDER**.

 **A/N: for those who is wonder I use the the design of Diamondhead, most of Ben alien along side Doctor Paradox and Eon from OV.**

 **Ben costume is from UA, his Omnitrix is look like Ultimatrix and there will be Ultimate Evolution because i like it.**

 **There won't be Alien describe except for new form.**

 **Ben story is set couple months after OV end and RWBY is after The Badge and The Burden, before Jaunedice**

 **+Please leave your comment and reaction**


	2. Chapter 1: the Meeting

**Remant Meet Tennyson**

 **Chapter 1: The Meeting**

Remnant, Emerald forest

7 teananger who is Janue, Nora, Pyhrra, Ren, Ruby, Weiss, Blake of team JNPR and team RWBY is now looking for their friend and Ruby older sister Yang. Originally, today is a normal combat excerise against Ursa and Beowolf in the forest for the teams but the sudden appear of a Death Staker crashing thourgh the wood and throw Yang away.

After dealing with Ursa and Beowolf 7 friend deceid to run away from the gaint scorpion Grim and look for their missing member

"Yanggggggg…..Yangggggggggg" Ruby shouted only for Weiss to cover her mouth

" Shush. We don't want to attract more Grimm, we just bearly escape the Death Staker"

"But how do we gonna find Yang then?" the hooded girl ask back her friend

"She got the point" Janue said argee with Ruby. Before Wiess can said any thing to respond there was a sudden bright purple light in the sky and a lound crashing sound.

"What just happen?" Blake ask her allie after the light die down with the team look at each other " Don't know but we better check it out" Pyrrha state ready her weapon as the other did the same while reaching the crash site.

When they reach the crash site they surprise for what they are seeing, a crystal humanoid creature is fighting 4 Ursha with two of it hand look like a sword. The first person to speak up is Nora Valkyrie whose point her fingger to the walking cystal man while holding her male friend " OHMYGOSH! OHMYGOSH! CanwekeepRenny, canwekeep him, canwe, canwe, pleaseeeee!" the boy in green only respond " No Nora, " suddently a crytal sharp fly past the team only to be block by Jaune any Pyhrra sheild.

-0-

 **Ben-side**

"Man! What just happen" after being hit be Eon strange gun Ben found himself plumbing into the ground luckily Diamondhead body easily withstand the fall. When he walked out of the crate that he was to see that he is surrounded by a couple black bear-like creature with a white armor head and red vine marking.

With a fearsome roar the black-bear began to attack Diamondhead, but with years of experience kick in, Ben began firing crystal out of his hand, piercing the creature where it stands. Thinking he just kill a living being Ben stop only for the creature to disintegrate into black clouds of ash, seeing this Ben realise this creature isn't alive, he smirks.

"Look like I don't need to hold back on you guy, besides I really need to let of some steam so you guy is going down." With that Ben change his hand into crystal blade and start to take down the creature up close and personal.

After destroying several monsters Ben suddenly hear something in his back, think it is another black beast he fires several crystal darts with the only response is a clang sound. Then somebody yell "Hey" hearing this Ben turn his head to his surprised he see 5 girls and 2 boys carrying weapon, a girl in red holding a big red scythe, a black hair girl with a bow in her head holding a gun in her right hand and some sort of butcher blade in her left, a boy wearing green clothe pointing 2 gun at his face, an orange-haired girl holding a slug hammer that looks too heavy for her to use. Then in front of them are a blonde boy wearing white armor on top what look like a black hoodie holding a sword and a shield in a defensive stance, right next to him is a red hair girl who is in the same stance, what support him the most is the white hair girl who looks like very piss off and walking right to him, in her left hand there is a rapier.

 **RWB and JNPR-side**

Most of the crystally projective fly toward 7 friends had been blocked by Pyhrra and Jaune but several had hit the nearby tree with one of the darts shoots past Weiss' hair. Seeing how close it was to her head Weiss shouted " Hey" and began stomping to the creature with her friend right behind her ready their weapon to fight the crystal man.

" Hey, you! Yes, I mean you what are you? What are you doing here? Do you know what did you just do? You nearly kill me. Me, the heiress of Schnee Dust Company". She shouts while still holding Myrtenaster in her left and pointing her right index finger at the Crystal being.

" I haven't see Weiss like this since that time I blow up in her face," Ruby said which only gain a hesitate respond from Jaune is "Yeah".

In mind of her srcow, the crystal man holds his hands up and said " Ok. Ok. I get it. Man, you only need to said once, my ear almost falls apart" then with a burst of green light in his place is a young brunette boy wearing blue jean and a black t-shirt and a green jacket with white stripe and a number 10 in it.

RWB JNPR was shocked at they saw, Ruby and Jaune is jaw dropped, Ren is wide eye for what he just see, Blake and Pyhrra take a closer look at the boy. " What….. How…." Before see could finish her sentence Nora jump up and began saying with incredible speed and an exciting voice " OHMYGOSH! How do you did that are you a shapeshifter of an alien or or…."

Before Nora could finish her question she had been drag down by Ren. After seeing what she can't comprehend, Weiss stare at the mystery boy with killer intend that demanding answer.

"Sheesh. What with me and woman trying to kill me." He responds to Weiss killer intend with a smirk and a joyful attitude. This cause Blake to point her sword at the boy's neck. " Answer. Who…or what are you?" She asked with a cold and monotone voice cause boy to startle and raise his hand up as if he is surrendering.

" Woah, woah hey! Come on! It's me! Ben Tennyson! Wielder of the Omnitrix? The greatest hero of Earth? Savior of the Universe? Ring a bell?" Ben responded.

Jaune and Ruby look at each other with disbelief, Wiess step back with wide eyes while Blake still aimed her sword at Ben.

"What is Earth?" Ruby asked. Weiss facepalmed and said " Earth is the mythical planet that can be found in children book and fairy tale. That or the very thing we are standing in now."

This statement cause Ben to stare at Weiss. "What? Earth is an actual planet! Earth is the planet we're living on!" He yelled only to get Blake's gun pointed at his forehead. With a gun pointing right at his face ben look up to see the moon has been shattered, shocking him.

"Earth is a myth. We are in Remnant." Blake responded with a cold and monotone voice. Ben blinked, with her statement and the fact that the moon is shattered Ben began to think of a possible reason. "Am I in the future were Earth has gone through a galactic battle leaving a shattered moon and all alien decided to not come to Earth, even Galvan? Or this is another alternate dimension like Rex's World? Or maybe, just maybe that I'm had been killed by Eon and these people are angels? Wait…..What? Why do I even think of that, I got a wife and a son in the future goddammit!"

Ben move Blake gun from his head and stand up. "Okay, whatever problem we are having, let's talk it out. I'll try to explain this with whatever knowledge I have right now. Assuming I have any…." The last part he said to himself.

-0-

After several minutes, Ben, from his past experience, explain to the team about the timestream, the multiverse, alternate universes or dimension, and his past before meeting them. And for obvious reason, only Weiss understood what is happening. And then Ben and Weiss had a conversation.

" So let me get this straight. You're from another universe?" "Yes"

" From Earth, a real planet in your dimension?" " Yes"

" Which is a mythical planet in our dimension?" " Yes"

" There are alien life and galactic police in your dimension?" "Yes"

" And you're a hero in your dimension since you're 10 year old?" "How many times have I said dimension?" "Yes. And about 4 times."

There was silence. "Okay….How is th-" Weiss is about to said something but she was interrupted by the sound of shotgun shot and the landing of her teammate.

"Yangggg" Ruby said with the joy of finding her sister and try to hug her but being force back by her hand. " Sorry sis, we nead to run now. I got a Death Stalker and 2 King Taijitsu in my back." She said pointing to her back.

"Uhhhhh... What's a Death Stalker and King Taijisu" Ben asked. " Trouble. A big trouble. Last time it take a entire team to take down 1 Death Stalker and King Taijisu is basiclly a giant snake". Jaune respond. Right on cue a Death Stalker coming right behind Yang, following it is 2 King Taijisu and a pack of Beowolf.

Seeing this the students readied their weapon. " This is bad, at least it can't get any worse." Ruby said and then there is a loud crash right behind her, looking back she see the cause is the Death Stalker her friend has run-a-way earlier.

Ben look at the monster and wasn't fazed a bit. He fought a giant beast like that, similar to Animo's creations.

" We really need backup to take these guy down." Weiss said, hearing this Ben only said " You are right you guy needed help. Maybe a HumungousHelp!"

While saying Ben active his Omnitrix and dial to for search for the alien list and then slammed the watch right when his finish his sentence, created a bright green flash. With the light die down in Ben place is a 12-ft high humanoid Dinosaur wearing a green sash and black briefs. " **Humungousaur** " Ben said in a deep voice. Looking back to the 8 stunned teenagers he said " **I gonna took care of the pincer head over hear you guy get take the snake and the wolf** "

With that being said Ben leap into action smashing the Death Stalker head with two of his hand and punch it back" **Ehh. Not so tough now, huh** " The scorpion try to hit him with it tail only for him to grap it, then he began to spin the creature on the spot and throw it to the other Death Stalker, stopping it in its track. He the charge at the creature like a battleing ram, shouldering it. Stepping back Humungousaur began getting bigger until reaching 60-ft, he gains additional armor add shoulder pad, chest pad, a thick plate on his back. After reaching maximum height Ben jump up and then smashing to the ground where the two white scorpion laid, completally destroying it.

While dealing the Beowulf pact anf King Taijitu, RWBY JNPR saw them and were impressed. " Woah" Ruby just said, totally fangirling deep inside. He just destroy two Death Stalker with it take a team to bearly taking down one. Before anybody can comprehend what just happen, Nora run up to Humungousaur and said with rapid speed

" OHMYGOSH. How strong are you? How many guy like this can you change into? Can you change into electric of create thunder? Oh. Oh, Can you make pancake? Renny can we keep'im! Can we! Can we!" the last part she said to Ren while holding 12-ft Humungousaur hand. Before any answer were given a beeping sound is heard the in a burst of red light Humungousaur was changed back into Ben.

" You were awsome" Ruby jump up and yelling. " How are you doing it? You just smashing them left and right." Yang asked

Ben raise his left hand showing them the Omnitrix. " This turn me into that alien thing." He then turn to Nora " Yes, I can make thunder and lightning. No, I don't know how to make pancake." Then turn back to Yang "I can change to some what 70 aliens give or take a couple. And this thing just time out so it needing to recharge. That mean I won't be any help for you guys anytime soon."

"It alright we can finish up these guy without your help." Weiss said and the team get back to action.

In less then 5 minute the beast is all taking out with. The teams, whose are tired after dealing with the Grimm and keaping Ben alive, along side Ben, whose are tireed from trying to stay alive because he can't transform, fall on they back and Laid on the grass except for Blake, Weiss, Pyhrra and Yang. " Man… you guys are cool". Ben said as he paint wheezes for air.

" Now isn't the time to be laying on the ground. We need to return to Beacon and report to professor Ozpin. Who knows how many more Grimm will attack us." Blake said while sheathes her sword. " And you are coming with us," Weiss said as she looked at Ben. Ben get up, look to his lelf and his right, then look at his back. Then he points at him " Me?" " **YES, YOU!** " She shouted making Ben jumped backwards.

"Man. You are just like Gwen." Ben said. " We don't know who or what you are and what you doing here. You better talk to our headmaster, he is best that person you can talk with right now" Blake suggested.

"Yeah, professor Ozpin going to understand your situation right away" Ruby jump up and said along with Jaune and Nora.

"Wait a minute, Headmaster? You guy from a school of superhero or something?" Ben asked sarcastically and laughed.

" Actually, it's a school to train Hunter and Huntress. But basiclly yeah, It is a school for heroes." Yang said with one hand on her hip. Ben stop laughing and had a surprised face.

"Well, I think we should get going right now." Pyhrra said. With that team RWBY and team JNPR began walked back to Beacon, with Ben, still confuseed, following them

 **A/N: so that second chapter, it take longer than I think**

 **Let me clear something from chapter 1. I make a mistake writing Paradox call Ben** " young Tennyson" **he should call him** " Young Benjamin"

 **Pironite wax making think fireproof and Infinitium is all from Ben 10 fandom wiki. Eon destroting it by aging the door.**

 **Ben is currently 18**

 **Humumousaur is the version from UA with the clothe from OV.**

 **+Please put your review and comment down.**

 **+I will appreciated if any body think of a cover picture for this story**

 **+I currently held a poll for which character Ben should be with before the event of Volume 2 in my profile page please take a look and give me your choice.**


	3. Chapter 2: Welcome to Beacon

**Remant Meet Tennyson**

 **Chapter 2: Welcome to Beacon**

Ben was dumbfounded by what he saw. A huge palace like school that called Beacon Academy. " This is the amazingest school I've ever seen, of all time!" he said.

Ruby chuckled and said. " Amazingest isn't a word." "Do you have a better word for it?" Ben shot back only for Ruby and Jaune to look at each other and smile " Nope".She said

The teams and the shapeshifter walked down the halls of Beacon. No word was spoken between them. It seems that what happened earlier left the students dumbfounded and the boys wishing he could just go home…or have a smoothie.

Finally, as they near the dorm, Blake spoke. " One of us should find Professor Ozpin. The rest should watch over … him."

Ben rolled his eyes. " Wow. I feel honored" He said sarcastically.

A few minutes later, Wiess volunteered to find Professor Ozpin while the rest head back to their dorm to rest. On their way there Ben was introduced with Janue, Nora, Pyhrra, Ren, Blake, Ruby and Yang. Then he explained who and what he is and where he comes from to Yang. She barely got any of it but Ben was patient enough to explain it slowly. When Ben gets to team RWBY dorm room, the first thing cause his eye was a rather unstable bunkbed, one is being raised up by stacks of books while another is being held to the ceiling by a rope.

Raising his hand point to the bunk bed he asked. " Those think isn't look very safe" only for Ruby to laugh and said, " It fine, don't worry about it."

After saying this the team falls face down to their bed while Ben just shrugs and sit in the nearby chair.

-0-

About 20 minutes later there was a knock on the down. Ben get up and open the door to see Wiess and a blonde woman dressed up like a witch, minus the hat.

"Ben Tennyson, I presume?" the woman asked.

Ben raises a brow. 'Was he in trouble?' he thought to himself then reply to the woman "Umm.. The one and only."

The woman nodded " Headmaster Ozpin would like to see you, along with team RWBY and JNPR. You should wake them up now." She said then leaving the dorm room.

Ben, still confused, wake his new friends and went to the headmaster office, which is on top of the clock tower.

-0-

After answering Professor Ozpin question about how they meet Ben and why they return so late, team RWBY and team JNPR has been asked to leave the room for the professors to have a moment with Ben.

Now RWBYJP is leaning on Ozpin's door, trying to listen to the conversation, while Nora has been caring back to the dorm by Ren.

Then they hear a faint, " Thank you. You are dismissed." From the other side of the door. Not wanting to get caught, they instantly jump back just in time for the door to open, revealing Ben.

During the walk back to the dorm, Ruby was the first to ask the brunette " What did he tell you?"

" Well, he believes our story. Then he told me to stay in Beacon until he found a way to get me back home." Ben replied, shrugging.

" That makes sense" Blake commented.

Yang was the next to ask " Did he tell you if you should have a team and where are you gonna stay."

Ben shurg again " Well, he said that there is a room near your dorm that used for security to stay at the night, he told me to move in there. The room is basically the dorms room for 1 person he said. And being in a team, he assigns me to be you guy advisor."

Weiss was slightly irritated and said " You'll be our advisor? Preposterous! If anything, we should be your advisor. We know Remnant more than you."

Ben smirked " Actually, I will be your combat advisor. Ozpin must think that I'm a one-man army with 8 years of live and dead battle experience is more than suitable for the job. Besides, I still go to class same as you guy, the man gives me a school uniform." Ben raised the clothe bag in his left hand for the other to see.

There was silence, then Wiess began stomping the floor and shrieked, realizing that Ben is right. From his story, Ben had taken a fair share of pain when wearing the most powerful device in his universe from the people want to use it ask a weapon and still alive to tell the tale for 8 years. With that that Weiss go straight back to her team dorm leaving the other behind.

Ben wondered " What was that about?" Only respond he got is from Yang " She gonna be fine, it not every day that you found somebody near your age falls from the sky and had more battle experience than you." Ben only shrugged.

After the teams return to their dorm rooms, Ben arrives to his designated room to his surprise that it is right next to RWBY room. After entering the room, he throws his would be uniform on to the bed and lied down. Calling it a days

' Grandpa, Gwen, Kevin, Rook, Kai, I will find a way back, or you guy can just come and bring me back. Anyway is possible.' He said to himself before falling to sleep.

-0-

In the meantime, in a White Fang camp near Glenn Mountain couples of White Fang member alongside a woman with dark red dress and ashen-black hair witnessing the bust of light in the sky.

After that, she walks into the tent, where a man in a blue-gray set of clothing with iron mask and glove is working on some type of machinery

"Did you see that light?" the woman asked " Yes" the man replied " It seems that some dimension traveler has just arrived. But fear not when this is finished no one, not even that accursed Ben Tennyson can defeat me."

 **A/N: Another chapter finished. It kind of short if you compare it to the previous one**

 **+Before anybody asks Darkstar is going to be Ben enemy that arrived in Remnant**

 **+Darkstar is wearing UA outfit**

 **+Ben is going to study at Beacon and wear Beacon uniform**

 **+Again, I'm having a polls in my profile page for Ben girlfiend, please check it out and leave your comment if you want to have any new choice**

 **+I currently looking some filler story/side story. If anyone had any idea just leave in the comment or PM me.**

 **\+ Finally, please leave a comment behind. Thank you very much.**

 **Next chapter is going to be Ben new school life.**


	4. Chapter 3: New school-Old problem

**Remnant Meet Tennyson**

 **Chapter 3: New school-Old problem**

It had been couple of days since Ben started to study in Beacon Academy. During his time there, Ben has begun to remember the school schedule and the school layout, 'No more getting lost or late for class' he said to himself with a smirk. He also spent time training with team RWBY and JNPR with his aliens. During this training exercise Ben had noticed that Jaune despite not very good in straight up battle, he has a collective head to be able to formulate an attack plan in mind combat, something that a leader should have. And Ruby trusting he teammate completely, they all both very capable in a fight and backing up each movement with an occasionally headbutt between Ruby and Weiss

Now, after finish Professor Port class, Ben, who now in Beacon male uniform, alongside team RWBY and JNPR are heading to the cafeteria to grab their lunch.

During they meal Ben began telling stories about his early heroin days. When he was rash, impulsive and fist first into battle. Most of the time he got out alive and that makes him feel like he is unstoppable until the day that couple of mercenaries come after the Omnitrix. With the help from Tetrax, he had seen that during battle sometime you should slow down and think for the surrounding not just heading straight into a fight. Their talk has been quickly interrupted by the sound of someone yelling.

"Ow! Please stop…." The friends turn to see that Cardin is pulling a bunny fannus named Velvet ear.

During his time in the school, he had seen Cardin and his team CRDL picking and bulling several student first years. But now they are bulling Velvet a second-year student, who is older than them and a member of one of the most famous second-year team, team CFVY, because her team isn't near and she doesn't want to give fannus a bad name for hurting them. Despite agreeing with Velvet choice he still can't hold back his hate to team CRDL, He stood up and walk toward them.

This cause his friend to raise an eyebrow with Ruby said " Ben!" while Yang only smirks " Does anybody have popcorn?" She asked

Cardin and this team are having fun while pulling the upperclasswomen ear despite her protest "See. I told you they were real." He said to his teammate. Suddenly they were interrupted by a brown-haired boy with green eye.

"What do you want new meat," He asked Ben, bearly look at him. To his respond, Ben only shot back with an irritated voice " Leave. Her. Alone!" Hearing this Cardin and his goon let go of Velvet's bunny ear and stood up, trying to scare Ben with his Towering height. To his surprise, Ben didn't even flick or taking a step back. Alter all, he had toe-to-toe with the worse and the most dangerous monster/alien that the universe had to offer more than one occasion without backing down, so a school bully isn't gonna scare him.

" You got a problem with that punk". Cardin asked while smirking

"Problem? No, I'm not the one with problems but I do have a question for you." Ben responds not taking his eye off Cardin.

"Oh yeah, what's that."

"Just how insercure are you." Ben asked, which cause smirk on Cardin's face to disappear. Replacing it with a glare.

" We all known that YOU like picking on anyone who you think is an easy target to make you look like but tough guy, but it is all to hide who weak you are isn't it?" "You afraid that people will think you weak if show anysign of weakness, so you never pick anyone stronger than you to fight right?" Whith that being said Cardin's twisted in to a scowl.

" But you don't have to worry about that. And I mean besides the point that only moronic, unconfident, losers are the ones who find that making others miserable is the only way they can feel better about themselves."

With that final sentence, Cardin's fist clenched in anger. " Do you think you better than me?" He asked with an intimidating voice.

" I known I'm better than you because I don't pick on people weaker than me. Why you don't pick on someone you own size?" Ben replied with a challenging look.

" Are you volunteering?" Cardin asked.

" Anywhere. Anytime." Ben only respond.

" Courtyard. Five o'clock. Bring your weapon." Cardin stated. He then push Ben away and head to the exit with his teammate in tow. After they left Ben headed to Velvet pickup her stuff and handed to her.

"Thank you," she said with a nervous voice. " You don't have to fight them you know," she said to Ben.

" I know, beside they are getting on my nerve so I think I should beat some sense into them."

" Thank you…. For standing up for me!" She said with a shy voice.

" It fine, don't mention it." He said before returning with his friends. Back to their table, his friends is basiclly giving him a thumbs up.

-0-

" Are you sure this is a good ideal?" Ruby asked Ben as he headed to the school courtyard.

"It's fine, I had take down people bigger than him before." Ben said confidently.

" But you are going to break school rules" Pyhrra point out. Ben only shurg and respond " What Ozpin gonna do? Expel me? I think the best he going to do is put me in detendtion."

" He right, besides if he backs down now that would just give Cardin free range to harass anyone he one." Yang pointed out .

"But all this troulbe for a faunas girl?" Weiss asked, sounding unusually cold, even for her. " Would it be any different if she isn't Faunas" Blake shot back with a small trace of frustation in her voice. Wiess didn't noticied this but Ben did.

"Any way, I had bet for Ben to beat the crap out of Cardin, so you couldn't back down now." Yang said slyly. " Wait. What?" is the only thing Ban able ro said before he notice Yang is nowhere to be found.

"Cardin said to bring your weapon, are you gonna expose your self to the school?" Ruby asked.

" This gonna happen sooner or later, somebody should beat some sense into Cardin so why not now, in mean time giving people a good show." Ben said, " Beside how many spectators could there be."

While Ben was aware that his challenge to Cardin hadn't come unnoticed, he wasn't expecting the courthyard full of students. Many of them had taken their scroll out to record the fight. 'Oh, me and my big mouth' he said to himself which earn a chuclk from Ruby.

" Good luck," she said patting his his back before leaving him face to face with Cardin, whose is now wearing his armor while Ben only in his blue jean, black shirt and green jacket.

" I'm actually surprised that you show up." Cardin taunted. " Thought for sure you were going to the teacher and report me."

" Tempting, but I like taking the matter in my own hand." He retorted. Seeing team RWBY and team JNPR in the crow behind Cardin

" You know, most people that meet me learn pretty quick not to try and pick a fight with me." Cardin began " Now. Despite what happen earlier, I going to give you the jast chance to back down, saving yourself from a truckload of pain…"

" Ok, I'm going to stop you right there." Ben interrupted, holding his hand giving Cardin a 'stop' gesture.

" Look, Cardin I know you think that you are the biggest fish in the pond, but there is something I need to tell you."

" Yeah and what's that?"

"You are not the biggest fish, not even close, there will be people stronger than you. And you are have literally…No….possible….way to be able to beat me." Ben said slowly. This statement causing the crown to 'Ohhhh'.

" Take it from a guy who had 8 years of experience beating people that bigger than him. The gap between our strenght is just to big, that I honestly gonna feel guilty if not give you a head up and a chance to back a way."

After hearing this all member of team CRDL is full of rage and look like they were going to fight Ben together. Yang only smirk while holding a bag of snack, Ruby and Nora basiclly jumping for the exticement, Janue, Pyhrra and Weiss is observing silentily, Ren and Blake….look the same.

" So stop bullying other people, turn around, and leave or you going to get more than some brusies on your body and your ego." Ben finnish.

"….Well I guess when you put it that way." Cardin said before trying to punch Ben with with a right hook. Ben only sighed as he dogde Cardin's punch.

" Well, you can't blame a guy for trying." He said before fall down dodging Cardin's lefl hook, than he jump up kicking him in the chest. Knocking Cardin down face up. Cardin, who now in rage trying to swipe Ben, which Ben only back away.

" You gonna paid for making me look stupid" Cardin yelled after getting back on his feet. Ben chuckled.

"Dude. I don't nead to make you look stupid, you doing it just fine by yourself." That statement earned a small amouth of laughter from the crown.

"Cardin" Russel call to his leader before throwing him his mace. He snatched it out from the sky and giving it a reassuring swings. He look at Ben with a malicious smile.

"Look like you forget your weapon. Ready for a world of pain. Punk."

"Dude. Even my cousin can make a better threat than that. Beside, my weapon is right here." Ben said roll up his sleve, active the Omnitrix. Not even bother to sreach the playlist, knowing most of his aliens is more the capable to take Cardin down, he slam down the core causing a bust of green light blinding the crown of students.

When the light die down in Ben place is a very angry orange biceptal tiger-like creature with two black claw, wearing a tank-top and a hoursglass symbol in the belt-buckel.

" **RATH** " it shouted. This was earn a collective gaph from the student, followed by the sound of mumbering anh camera snaps.

"W-What ARE you?! Some kind of FREAK?!" Cardin demanded.

" **Let me tell you something Cardin Winchester, Leader of team CRDL. Rath is not a freak, Rath is Rath and Rath is a superhero."**

"This explain why you stood up for that Faunas freak. Because you are a freak just like them." Cardin stated as he swing his mace violentily at Rath only for Rath to catch it with a frown.

" **Let me tell you something Cardin Winchester, Leader of team CRDL. Rath is not a freak and neither is Pretty Bunny Girl. You insult Rath TWICE and try to hurt Rath. You don't hurt Rath. Rath hurt you. Rath gonna hurt you so bad that you wish you never get hurt.** " With that being said Rath throw a mighty right swing into Cardin face. His statement also gain a small blush on the face of a 'littie bunny girl'

With only one punch, Cardin is being throw right back to the ground. Seeing their leader is down for the second time, Russel and Sky charge at Rath only action is charge at them. He then jump up and doing a spear while saying " **Galactic pulverizer** ". In the mean time, Dove sneak into the back, taking Cardin's mace out of Rath hand and using it to smash into Rath head only for him to do a reverse jump graping Dove in the stomach and throwing him back.

Seeing this happen Jaune feel a bit frighten as remember the time Ben use Rath on his team, while Ruby and Nora cheering with Nora said: " Break his leg Rath."

"You know what, out of all the form Ben show us so far, Rath is one of Ben alien that I enjoy watching him fight with milk and cookie in hand rather then fighting again him." Ruby commented.

" True. This make me nearly feel sorry for the guys who is in the reciving end of Rath's _rath_ " Yang said while still eating her snack.

" Urrgg" Weiss only grunt while holding her nose bridge as the respond to her teammate choice of pun.

"You Feel sorry for team CRDL?" Blake shot back at her teammate.

" I said 'Nearly feel sorry'." Yang respond with a sly face.

" Ok." Is the only think Blake said

The for the next several minute Rath giving team CRDL a thoroughly beat down, wrestling style, especially Cardin. Despite team CRDL manage to hit Rath with they range attack and looking him on the ground with ice dust, the shot is only making Rath angrier and he is easily bearking out of the ice. While walking to collect the member of team CRDL, Rath slipped on the ice ground that used to stopping his track and fall to his back. Getting back up on hit feet, he yelled at the floor.

" **Let me tell you something the floor that make Rath fall. Rath going to destroy you.** " Finish his sentence, Rath began to repeatedly stomp on the ground that make him slip.

Despite knowing when Ben became Rath, he will lose all normal sense and beat up anyone or anythink that irritated him, Ruby and Nora couldn't hold their laught at they feline friend but this has been prevented as Ren and Jaune put their hand to the girl mount stopping them from laughting.

Pyhrra however had been told by Ben what to do if this would ever happen. She take out a lazer pointer from her pocket and pointed in Ben's line of sight. Seeing the red dot, Rath instandly lose all interest on the ground and complete focus on the dot. " **Hey, what's that?** " Rath said as he began using his hand to catch the dot. Yang then move the dot from the ground into Rath leg and then his betlbuckel, were the Omnitrix laid, causing Ben to transform back to human as he is sitting on his butt.

" Thank Pyhrra" Ben said.

" Don't mention it." Pyhrra respond and giving him a hand to help him sat up.

As Ben stand up he hear a lound "A-HEM" from outside the sea of student. The student all parted to reveal one Glynda Goodwitch, arm fold in her chest, angrily tapping her foot, with a small scowl plastered to her face.

" If you are quite done with your fight club. Would the student who didn't participate, kindly disperse." She said with a low voice that somehow strike fear in every student present in the courtyard.

And, just like that almost all student run always for the life, leaving team RWBY, JNPR CRDL with Dove, Russel and Sky had stood up on their feet and Cardin still laiding on the ground, and of course Ben. Before Ben could said anything Glynda show him a 'stop' gesture and said.

" , , and , would you kindly brought your teammate to the infirmary?" the member of team CRDL quickly grab their leader and head to the Infirmary.

She then turn back to Ben, team RWBY, team JNPR and simply said.

" , could you kindly follow me to the principal office please."

-0-

Ben now is standing alone in front of the most powerfull teacher in Beacon, Professor Ozpin and Glynda Goodwitch. With the former is taking his cup of coffee and the later is standing firmly with her riding crop in hand.

"Urrr. I can explian what happen." He nervously said

" No need . We know all about what happen and the reason for the fight." Ozpin calmly replied.

"Wait, you know what Cardin did why didn't you stop him." Ben asked back the Principle.

"Well the school did had it set of rule and because hasn't broke any of them yet so we couldn't interfere or him any kind of punishment, until to day that is." Ozpin said than take a sip from his mug "Today you and decided to have a brawl in the courtyard and destroy the school ground."

"For that you will have one week detention." Glyda finnished.

" What about Cardin and his goon" Ben ask back.

" Team CRDL will also get one weak detention and for he will get his punishment after he get out of the cast. It seem that you had broke his leg and crack his arm. Both will heal quickly when his aura kickin but it still take couple of days." Glynda respond.

" Now that is all. You are dismissed ."Ozpin said as he place his mug down.

With that being said Ben walk to the door, when it open, it reveal that his friend are waiting for him. "Yup guys" Ben said with raising one of his hand while the other one is hin his pocket.

" So how is going?" Ruby asked

"One weak detention." He replied.

"You stand up to a bully to protect someone and you get detention? That is not fair." Ruby shot back.

" Protecting someone or else he did broke the school rule." Weiss stated " And the school ground too" Pyhrra contiune.

" So did Cardin" Blake add.

"And he will be getting his as well." Ben said

" Anyway, It could have been worse especial with Rath involved. It not like the end of the world or anything. I'm sure I'll survive." Ben shurg. "Beside, I belive I may had broke is leg in the fight."

That statement alone cause some eyebrows raise and Nora saying "Niceee." With a smile on her face.

-0-

As nine friend reaching their dorm rooms they spotted 3 people are waitting in a hall way. One red hair boy with a red skin and a blank eye, a tall and muscular young man with a shaved-short black hair and a girl with fair skin, dark-brown hair with a dark-brown beret and a sunglass. This is Fox, Yatsuhashi and Coco of team CFVY.

Ben bid good bye with his friend and go to Coco only for her to raise her hand for a handshake and said " Thank for stepping up of for Velvet. It's about time somebody did something about those bullies"

Ben shake her hand and replied " Don't mention it. Oh and by always were was you this lunch and why didn't you protect her." This cause Coco to take her hand back and scratching her head.

" Well, I were in Vale buy some clothe with Fox and Yatsu carrying my bag." She said with a smirk.

"Okeyy. Oh, You said 'It's about time somebody did something about those bullies'? Why didn't you guy do something. You guy are the second year after all." Ben asked with a confused look.

" We would love to but Velvet always stop us saying it will cause the team trouble." Yatsu stated.

"Man, that girl is just too kinds for her own goods, one days it will come back to bite her." Coco said.

" True. By the way were Velvet, is she sick or anything?" Ben asked. This cause Coco to smile a bit.

" No, she just shy to face the person who called her ' Pretty Bunny Girl' in the middle of a fight, that all." She said while lowering her glass.

" Please tell me I did not said that!" Ben said facepalming himself. This has earned a couple of chuckle from CFY. " Yes you did." Yatsuhashi respond.

" Anyway, I heard you are a new student and didn't have any thing with you." Coco taking out a business card from her pocket " This is my sister busniess card. She run a clothing store in Vale, she also a photographer for Vale male fashion magazine. If you need a part-time job to get extra lien or searching for a news clothing you should contact her. Thank again for helping Velvet " With that being said she give Ben the card and began to leave.

" Don't mention it. And thanks" Ben respond stepping out of the way for her team to leave, while Ben return to his room

-0-

That night, in a alley way in the city of Vale there was a several lightning strike and then a purple portal opened. Walk out of the portal was a silver hair beauty with purple hightlight, she wear a magenta coat with purple at the ends. Her eyes was closed with her hand glowing with purple orb. Right when she open her eye the orb disappear " Found you" she said with an angry voice.

* * *

 **A/N: that's a wrap** this chapter originally being an extra of the previous chapter but seeing how it turn out and needed to make this guy a chapter on its own

 **Something need to be point out:**

 **TheAdmiralKJ12** **:** I said in chap 0 that this work is base/inspired by J **ade and Q** RWBBY and it story is also base on the event in RWBY so you will see the similarity.

 **\+ Dimkin:** I'm very like the ideal that lady from the dark side love Ben and Ben love her back. I personally want ship Ben and Charmcaster, albert the 2 character are from different timeline/demension. That is will I include her in the poll and in this chapter. I also like the prospect of Ben/Neo and Ben/Emerald, but the later will need Brainstorm to finish the job.

\+ I honestly surprise that 2 people vote for Ben/Ruby with only 1 for Ben/Yang and 1 for no GF. Personally I don't like Ben/Ruby because Ruby still 15/16 meaning this is more as like a crush than love and possibly create great turmoil for Ruby in the post-Fall of Beacon arc, where Ben is on his own journey.

\+ With the prospect of love interest I personally had vote 2.7 for Charmcaster/2.5 for no GF/2.5 for Yang/ 2 for Neo/the rest for any other girl

\+ English is not my mother language. Most of my vocabulary is from HBO anh Starmovies, which I can understand speaking English quite well, so my spelling and grammar is not very good.

 **\+ With that being said. Please leave your thought or Ideal for any filler story on the comment. Thank you and see you in the next chapter**


	5. Chapter 4: An Arc Reveal

**Remant Meet Tennyson**

 **Chapter 4**

Beacon Academy, Vale. Every year it has been the home for the future defenders of Remnant. But this year, for Professor Ozpin and the Academy, is a rather interesting year.

First is Ruby Rose, daughter of Summer Rose, who inherited her mother Silver Eye and had been trained by her Uncle. Seeing her potential, he decided to let her join Beacon at an earlier age. Then Jaune Arc, a boy who is either very brave or very stupid for trying to enroll into Beacon Academy with a fake transcript. The reason for Ozpin hasn't kicked him out yet is due to the fact that he saw the greatness in the boy who tries the impossible things and his mother, Sarah Arc. That woman loves her son so much that she is capable of destroying an entire forest if a Grimm dares to hurt her son, which is one of the reasons why Janue never goes to combat school. Ozpin has lived long enough to know that never mess with her and her Son. Finally, Ben Tennyson, a superhero and a savior of the universe from another dimension, or so he claimed he is. He was little cocky and rash, but nonetheless, according to his story and his little incident with team CRDL. He has shown that he is selfless and heroic, which could make him a great Hunter someday. With his time being team JNPR and RWBY combat advisor and attending their class, Ben could become more familiar with this new world and keep his experience for good use. With this, Ozpin could also keep a close eye on this year 'special students'. He smiles with himself and then takes a sip of his coffee mug.

-0-

To the student of Beacon, it has been 2 weeks since the little brawl between team CRDL and a new student, who didn't take the initiation test and had the capability to transform into stranges creature. The school life has returned to its normal routine, well…, as normal as a school that training heroes could ever be, with some students still talking about the fight and the new student.

Now, students in combat class are watching the exhibition match between Jaune and Cardin. And from the looks of things, the match is definitely not in Jaune's favor, despite Cardin injuries 2 weeks prior. Jaune had just lost his shield and sword in a locking with Cardin's mace. Jaune was tired and tried to keep up, his resolve only met a smirk from Cardin.

" This is the part where you lose" Cardin taunted.

" Over my dead-!" before Jaune finished his sentence, Cardin kneed him in the stomach and sent him to the ground, disarmed him in the process. Cardin stood over Jance menacingly, raised his mace over his head. As he prepared to strike…

" That's enough ." Professor Goodwitch said as she steps on the stage. As she steps up a the Holo-screen display the picture of Jaune and Cardin repeatedly with a bar next to each picture. Cardin's looks like still full while Janue's bar is nearly empty with a red little bit left.

"Student," Glyda said, addressing the student inside the amphitheater. " As you can see, 's aura had dropped into the red. In a tournament style dual, this would mean that he is no longer fit for battle, and the office may call off the match." She explained.

As she said, Jaune shame began to show in his face. Pyhrra also had a sorrowed look on her face while feeling for her leader and partner. Professor Goodwitch then turns her attention to Jaune, who was still lying on the floor defeated.

" it has been weeks now. Please try to your scroll during combat. Gauging your Aura will help you to decide when it's appropriate to attack, or when it is better to move to a more ….. defensive strategy. We wouldn't want you to be gobbed by a Beowulf, now, would we?" She said with a bit disappointed voice but still tried to encourage him.

"Speak for yourself …" Cardin said under his breath.

"Remember, everyone" Glyda spoke to all the student currently present " Vytal festival is only a few months away! It won't be long before students from other Kingdoms start arriving in Vale, so keep practicing! Those who choose to compete in the combat tournament will be representing all of Vale." She finished as the bell rang, the students quickly leave the amphitheater.

-0-

The cafeteria of Beacon Academy, Team RWBY and Team JNPR were discussing a reoccurring dream that Nora has been having for the last month. However, Ruby and Pyhrra were all distracted by the depressed look on Jaune's face.

" Jaune? Are you okay?" Pyhrra asked

" Huh? Oh, yeah!... Why" Jaune answered.

" Weeeeeeell…. It's just that you seem a little ….. not okay." Ruby said slowly.

" Guy, I'm fine. Seriously! Look!" Jaune said nervously and gave them a thumbs-up.

However, Jaune was soon distracted by team CDRL messing around Velvet with Sky held his hand over his head making a rabbit ear and Cardin was laughing his head off.

After seeing this, Pyhrra asked Jaune " Is it a problem with Cardin?"

"No. What makes you said that?"Jaune replied.

Before Pyhrra said anything, Yang said " Can't believe they are doing it again. Even after the beating, Ben gave them." Talking about team CDRL. " By the way. Where is Ben, we don't see him in Professor Goodwitch class."

"Why don't you ask him yourself," Blake said. As she finished her sentence Ben walked to his friends with a lunch tray in his hands.

"Hey guys. What's ya doing?" Ben asked. "Ah! Ben don't spook me like that." Ruby said.

"What we doing? Where have you been all morning?" Yang asked.

"Oh, nothing really. Professor Ozpin just asked to see me discuss what I'm going to do in the Vital festival or something like that. Then I went back to my room, feeling a bit lazy so decided to skip classes." Ben said after sitting down the table. "Uuuu. What you gonna do?" Ruby zoom in. "It's a secret."

 **-0*Flashback to what really happen that morning*0-**

Ben walked into the office after receiving the man message. With his experience that going to the principal office is always a bad sign. Ben held his breath and opened the door only to see Professor Ozpin with his signature mug in hand.

"Oh Mr. Tennyson please come in" the Professor said sipping his mug of coffee. "I assume that you had somewhat familiar with your life here in Remnant isn't it?"

" You could say something like that" Ben replied while scratching his head "I'm not in some kind of troubles am I, Professor?"

" Not at all Mr. Tennyson. In the matter of fact, I would like to ask you to do something." stated. "You must have heard about the upcoming Vital Festival"

" That is quite hard to miss with all the preparations"

" Well because your _'special'_ backstory and the fact that the Festival is the battle between teams of students I got a special position for you."

" And what is this special position, may I ask Prof?" Ben asked nervously.

" That is you became a fighter for the bonus round. In which you will fight with all the teams that had been eliminated previously that day at the same time." Ozpin said with a small smile in his face.

" Okayyyy. Why letting me had a fight with lost teams? Why not the team had just won and why only me?"

" Because, Mr. Tennyson, you are the special case. You have an unlimited power in your arm and from your story its shown that despite unlimited power, it isn't guaranteed that you will come out victorious. The student needs to learn that there will away be an overwhelming challenge they can't overcome by themselves and they will need to find help from their past enemy. That is the reason I choose you for this position Mr. Tennyson, to becoming that overwhelming challenge." explained his plan to Ben.

" Ohh. I get it. You want me to be like the trial, an extra test with a special price for the student, right. Nice, besides I still haven't found anything to do in the Festival so this could be fun. Is that all Professor?" Ben asked.

" Not exactly Mr. Tennyson" Ozpin sat up and walked past Ben " could you come and have a walk with me?" After hearing this Ben stood up and walked to the elevator with Ozpin. The headmaster then scanned his Scroll over the console and the door closed.

 **-0*End of flashback*0-**

" So what are you guy doing?" Ben asked again.

"As I was saying." Pyhrra turned her look to Jaune " Jaune, you don't need to hide. Cardin's been picking with you since the first week of school"

"Cardin? Nah…. He just likes to mess around. You know, practical joke!" Jaune insisted.

" Dude. That guy is a typical Bully" Ben stated "Yeah" Ruby commented.

"Oh please!" Jaune scoffed. " Name one time he's _'Bullied'_ me."

"He knocked your books out of your hands"

"Got you stuck at the doorway with your shield"

"He stuffed you in A Rocker-propelled-locker and launched you away"

Ren, Ruby, and Ben said respectively.

"Well. I didn't land far away from the school." Jaune responded, tried to laugh it off.

"Jaune, you know, if you ever need help, you can just ask," Pyhrra said encouragingly.

"Oooooh!" Nora got up with a not-so-sane grin " We'll break his legs!"

" I already 'break' his leg. Remember." Ben said.

"Guy. Really, It's fine" Janue insisted "Besides, It's not like he's only a jerk to me. He's a jerk to everyone."

The group turned their attention back at team CRDL, who was whistling, pretended that they hadn't done anything wrong and Velvet was nowhere to be seen. Seeing this Jaune said " Well not _'everyone'_ everyone"

"Well! You look at that!" Yang said with a smirk "Look like they known how to behave with Ben around."

"But to what extent. When Ben isn't around he will go back bullying other people" Pyhrra said.

-0-

Later that day, in doctor Oobleck's history class, the students are learning about the Faunus Wars. The Doctor is famous for his extreme hyperactive, zooming around the classroom, talking with an inhuman speed. His rapid movement makes the students had to keep attention to understand what he is saying . However, it failed to keep Jaune awake, who already fall asleep on his desk, and Cardin attention, who is leaning on his chair relaxing.

" This is prior to the Faunus Right Revelation, more popularly known as the Faunus War!" Doctor Obbleck stated " Humankind was quite, quite adamant about centralizing the Faunus population in Menagerie. Now! While this must feel like ancient history to many of you, it is imperative to remember recent events! Why? The repercussions of the Faunus uprising can still be seen to this day! Now! Have any among you been subjugated or discriminated because of your Faunus heritage?"

Several Faunus in the room raises their hands. Among them was Velvet, who hesitated before raising her hand.

" Dreadful, simply dreadful!" Oobleck lamented " Remember, students, it is precisely this kind of ignorance that breed violence! I mean, I mean just look what happen to the White Fang! Now, which of you young scallions can tell me what many theorize to be the turning point of the third year of the War?"

Weiss raised her hand to answer.

"Yes?" Oobleck asked with anticipation.

"The battle of Fort Castle" Weiss answered.

" Precisely!" Oobleck continue " And, who can tell me the advantage the Faunus had over General Lagune's Forces?"

While the doctor is asking the class, Cardin prepares to pull another prank on Jaune. He took a paper ball and throw on to Jaune waking him up by surprise. "Hey!" Jaune yell, accidentally raised his hand.

Oobleck saw this and zooms in front of Jaune, surprising him. " Mr. Arc! Finally contributing to class! This is excellent! Excellent! What is the answer?!"

Jaune, of course, did not know. But he didn't want to embarrass himself. He needed to answer….But what is the ANSWER?

"Uhhh….The answer…The advantage of the Faunus is…" he kept stuttering.

Ben, as strange as this may sound, know the answer due to a huge amount of time spent in the library, trying to learn more about this world. Apparently, the Faunus had night vision which they use to gain advantage again the general army.

Jaune, who is desperately searching for an answer, look at his friends to find, notices Pyrrha is mouth him the answer "night vision". Unfortunately, he couldn't read lips so he can't understand what she is saying.

"…Hand over that guy's stuff…" Jaune continues to stall as he saw Ben and Pyrrha cup their hand around their eye, " Uhh….. _Binoculars_?".

With that answer, the entire classroom, save for Ben, RWBY, NPR, and Doctor Oobleck, burst into laughter. Both Ben and Pyrrha slapped their face, the Doctor took a sip of his coffee in disappointment and turn to the front of the class, Cardin pounding the desk with laughter.

"Very funny, Mr. Arc!" Oobleck said, and turn his attention to Cardin "Cardin! Perhaps you would share your thoughts on the subject."

"Well, I know it a lot easier to train an animal than a soldier." With that answer, Oobleck shakes his head.

"You're not the most open-minded of individuals, are you, Cardin?" Pyrrha commented.

"What? You got a problem?" Cardin challenged.

"No. I have an answer! It's night vision. Manny Faunus are known to have near-perfect sight in the dark", Pyrrha's answer cause Cardin to growl.

"General Lagune was inexperienced and made a mistake of trying ambush the Faunus in their sleep. His massive army was outmatched, and the general was captured," Blake said, turn to Cardin, " Perhaps if he'd paid more attention in class, he wouldn't be remembered as such failure."

After hearing this Cardin, saying Cardin is piss was an understatement, he was furious. He got up on his fist with his hand clenched, ready to hit someone, if it wasn't for the presence of Docter Oobleck he might hit someone already.

"Mr. Winchester! Please take your seat." This promting Jaune to laugh but was stopped by next line "You and Mr. Arc can both see me after class for additional readings"

"Ohhh…." Jaune said as he slumped his shoulder

When all things are said and done the class continued with relative calm and uninterested development till the end of the day.

When the class is finally let out most of the student had begun to return to their dorm, well except for 2 students that being given an earful by Doctor Oobleck.

"You two have been struggling in my class since day one! Now, I don't know if it a lack of interest, or just your stubborn nature, but whatever it is…" Doctor said before taking a long sip of his coffee, "It stops now! You have work hard to gain entrance to this school, and we only accept the best of the best, so I expect you to act like it. History is important gentlemen! If you can't learn from it… you destined to repeat it. Page fifty-one to ninety-one! I want an essay on my desk by next class! Now! Run along."

Having finished his talk Oobleck zip of the room pass a certain Red head and Green head waiting outside the door. Jaune and Cardin slowly make their way out of the classroom, with Jaune in front. Seeing yet another golden opportunity, Cardin pushed Jaune to the ground when he goes past him, laughing his head off. While getting himself up the ground there 2 difference set of hands helping him up.

"You ok man" Ben asked but his answer was only a weak "Yeah" from Jaune.

"You know, I really will break his legs" Pyrrha said as she looking at the direction Cardin went to after picking Jaune up, before getting a look of inspiration in her face "I have an idea! Here, come with me!" She said as she dragging Jaune away with Ben in toll.

Later, the three friends found themselves on the roof of the dorm building of Beacon Academy. From there they could see the beautiful nighttime sky of the Academy. Jaune approached the edge of the roof, take a look down at the long drop to the ground.

"Pyrrha, I know I'm going a hard time right now, but I'm not _that_ depressed," Jaune said, much to Pyrrha confusion, "I can always be a farmer or something…"

"N-n-no!" Pyrrha said in horror once she realize what Jaune meant "That not why I brought you up here!"

" Should I go?" Ben asked "Are you planning to do something that I should not be around to see?"

"Not that either," Pyrrha protested as she pulled Jaune away from the edge of the roof.

"What is this about then?" Jaune asked.

"Jaune, I know you're having difficult time in class and that you're still not the strongest fighter, so… I want to help you!" Pyrrha responded enthusiastically.

"Wh-what?" was all Jaune could say.

"Hey, that not a bad idea. I can even give you some tips about punching people." Ben complimented.

"You think I need help?" Jaune asked.

"N-no! No, that not what I meant." Pyrrha insisted

"But you just said it." Jaune clarified.

"He not wrong. And beside it is good to have someone to train with, back when I just regain my Onmitrix I used to have training with my cousin Gwen on hand-to-hand combat." Ben added

"Jaune, everybody needs a little push from time to time. It doesn't make you any different from the rest of us." Pyrrha said encouragingly, "You make it to Beacon! That speak volumes of what you're capable of!"

Jaune just turned around, lowered his and voice as he said "You are wrong, I-I don't belong here."

"That is a terrible thing to said! Of course, you do!" Pyrrha said encouragingly

"No, I don't!" Jaune said angrily as he turns around, "I wasn't really accepted into Beacon…"

Having revealed his lie, Jaune dare not look in the face of the Real student of Beacon Academy.

"Wh-what do you mean?" Pyrrha asked in confusion.

"I mean I didn't go to combat school, I didn't pass any test. I didn't earn my spot at this Academy!" Jaune confessed, turning around to face Pyrrha again " I lied! I got my hand on some fake transcripts, and I lied."

"What! But… why?" Pyrrha asked, still not understanding what Jaune was saying.

"Cause this is always what I've wanted to be!" Jaune said "My father, my grandfather, and his father before him was all warrior! They were all Heroes! I wanted to be one too. I just never good enough"

"Then let us help you!" Pyrrha said as she put a hand to Jaune shoulder.

"I don't want help! I don't want to be the damsel in distress! I want to be a hero!" Jaune said as he turns on her, frustrated.

"Jaune, I.." Pyrrha tried to said, but was cut off by Jaune

"I'm tired of being the lovable idiot, stuck in tree while his friends fight for their life! Don't you understand? If I can't do that on my own then… what good am I?"

"Jaune, you can be a hero," Ben insisted, "I've done a lot of dimension travel before, and I've met many version of me."

"What's your point?" Jaune asked still dare not to look at Ben

"Some of those Ben never got the Omnitrix," Ben explained, "Some of them don't even have any superpower and they still strive to be heroes in his own right." He then raises his left hand, showing the Omnitrix "This thing, it just a tool Jaune. I have seen it turn me into heroes and villain. To become a hero you don't need to be strong or recognized, you need to be brave and kind and selfless and believe in yourself."

"So?" Jaune said, sparing Ben a glance.

"So, I'm telling you that I see those virtues in you, you are a hero in your own right Jaune." Ben explained.

"Then you are wrong!" Jaune yelled straight to Ben's face "Those people you met, they are all you, they all have the potential to be something great!" Jaune paused turning away "I'm just me. The Universe just doesn't give me the gift of Heroic Potential!"

Not entirely sure what to do now, Pyrrha reach out her hand to Janue's hand trying to comfort him only to be brush off by him. He clearly didn't want her sympathy at the moment.

"Just…. leave me alone. Okay?" Jaune requested.

"If that's what you think for the best…" Pyrrha said sadly as she bows her head.

"And if you need to talk, my room is always open." Ben offered

Having said what they could Ben and Pyrrha left the roof leaving Jaune for himself. As they leave, they fail to notice a certain school bully had hidden behind the door, listen to their entire conversation.

* * *

That night in a White Fang's warehouse. There clearly a sign of a battle takes place here. Bullet holes and scorch mark can be seen everywhere, pieces of rubble and body of White Fang member are all lied all over the floor. In the back of the building, there was a girl with silver hair and a glowing purple eye holding a White Fang member in the sky while her body is covered by a strange purple energy field.

"Where is he?" the girl asked in a demanding voice "Where is the man that gives you those monster?" The girl asked referring the pile of rubble in the room.

"I don't know. Our leader had a deal with him, the beast just arrived with the shipment of weapon. I don't know where it from." The man said.

With that being said the only things that come out of that building is a loud scream and a burst of purple light.

 **A.N**

 **\+ Sorry for a long hiatus. My computer crash and I lose all my file, I had to re-write the chapter from scratch, along with university work**

 **\+ If I had any spelling mistake please point out**

 **\+ Please leave a comment and what you think about this story**


	6. Chapter 5: Be Brave

**Remant Meet Tennyson**

 **Chapter 5 Be brave**

It had been a couple of days since their little talk on the roof. Since then Ben had noticed that Jaune had been actively avoiding speaking with him and Pyrrha. The strange things are that Jaune is spending much of his time with team CRDN and it seems that every time we Jaune return to his team room, it was very late and he was very tired.

He was thinking with himself when he noticed that Ruby was talking with Jaune outside his room.

"I'm messed up Ruby. I did something that I shouldn't have, and now Cardin has me on a leash, and Pyrrha won't even talk to me, and…" He hesitated "I'm starting to think that coming to this school was a bad idea." He said, pressed his back against the wall then slide down the floor in depression "I'm such a failure."

"Nope," Ruby said with a straight face

"Nope?" Jaune responded, looking at her with a surprised face

"You are a leader now, Jaune. You're not allowed to be a failure." Ruby give him another straight answer.

"But…What if I'm a failure as a leader?" Jaune asked back, still doubted himself.

"Nope," Ruby respond after a moment of silence to think. This cause Jaune to laugh as he leans back some more.

"You know, you're not the easiest person to talk to about these kinds of stuff."

"Nope," She said as she joining him on the floor "Jaune, you may be a failure when you were a kid." This line causes Jaune to groans and sinks lower to the ground, "You might have been a failure the first day we met," This cause Jaune to sink even lower to the ground, "But you can't be one now. You know why?"

"Uhhh, because ….?" Jaune asked still don't understand what Ruby saying.

"Because it's not just about you anymore, Jaune. You got a team now. We both do! And if we fail, then we going to drag them down with us." She got up and placed a hand on her hip as she said "We have to put our teammate first, and ourselves second. Your team deserves a great Leader, Jaune. And I think that can be you." She then walked to her door and opened it "Have a good night, Jaune" She waved before go inside and closed the door.

Ben seeing all of this happen decided to let Jaune had a moment of his own to think about what Ruby had said. He quietly goes inside his room before being noticed by anyone.

After a moment to think Jaune decided to push himself off the ground and faced the door, ready to turn the knob and faced his team. The moment he grabs the doorknob his Scroll beeps, showing that it was Cardin calling him and he had a message for him.

-0-

Next morning, It was the field trip day to the forest of Forever Fall, a forest that was filled with grey tree trunks and red leaves. The forest seems like it in the state of locked in the season of Autumn, hence the name. Today field trip is for the first-year student to collect the sap of the trees in the forest, leads by professor Goodwitch, among the student is team RWBY, JNPR, CRDL, and Ben Tennyson.

"Yes, student, the forest of Forever Fall is indeed beautiful," Professor Goodwitch said gaining the student attention, "But we are not here for sight-seeing. Professor Peach has asked all of you to collect samples from the tree deeps inside this forest, and I'm here to make sure none of you die doing so."

She finishes as the student began to move with their team into separates group, farther away from any group of student is Jaune, who was carrying a large box with 7 empty jars on top. He tried to catch up with the rest but accidentally bumped into Cardin when he tried to stop. Cardin glared at his servant, while Jaune pretended nothing was happened by whistling. These actions didn't go unnoticed by Ben, but before he could don't anything about it, his thoughts were scattered by Professor Goodwitch's instruction.

"Each of you is to gather one jar's worth of Red Sap," Professor holds up a jar, "However, this forest is full of Grimm, so be sure to stay by your teammates. We will rendezvous back here by 4 o'clock. Have fun!" Just when the professor finishes, Jaune was grabbed in the back by Cardin before he could sneak away.

"Come on, buddy- let's go

Jaune looked back to his friends, his teammates to see that Nora and Ren had moved deeper in the forests, Pyrrha was there, waiting for him with a sad expression. Ben walked up to her, crossing his arm and patiently waiting for Jaune to come back. Sadly, Jaune dropped his gaze and followed team CRDL, much to Pyrrha dismay, causing her to sigh.

"I sure think will get better," Ben said as he put a hand on her shoulder and led her to the rest of team JNPR

A couple of hours later, team CRDL was relaxed as much as humanly possible, spreading themselves on the ground and leaning on various rock and trees. Jaune approached the group with seven jars of Red Sap in hand. He set the jars down before collapsing into the ground, face first.

"Hey, great work Jauney Boy!" Cardin said, "Now that wasn't too hard, was it?"

"I think I'm allergic to this stuff…" Jaune said weakly as he lifted up his head, feeling a bit dizzy.

"Greeeeat, great, great," Cardin said, disregarding Jaune medical concern, "So Jaune, I bet you're asking yourself, 'Why did my buddy Cardin ask me to collect seven jars of tree sap when there are only five of us?'"

"That is one of many questions that I ask myself today, yes" Jaune answer nodding his head.

"Well, come with me, and you'll find out," Cardin said as Jaune get up.

Knowing whatever Cardin plans is, it can not be good. Jaune gulped in exhaustion and worry.

A few minutes later, Jaune and team CRDL had reached the top of a hill, looking over everyone else collecting saps. They were low on the ground with their heads just bearly peaking over the top of the hill so no one could see them. Down there, everyone was focusing on collecting saps, Ben was helping Pyrrha with great efficiency while less can be said about Ren and Nora, with each jar that Ren give her, she would dring all the sap while Ren fills a new one. Everyone was doing an average job, to say the least.

"Cardin, what going on?" Jaune asked as he looked at the bully.

"Payback," Cardin said sharply.

"Pyrrha…and….Ben?" Jaune said in realization as he looked at them collecting sap, "Wh-what are you-?"

"That's them," Cardin said as he pounded his hand into the ground "Those big shot, think they are so great. Alright, boys.." Cardin said as he pulled out a buzzing cardboard box with a "W" on top of it, a box that Jaune happen to recognize.

"Last night, old Jaune here managed to round up an entire box of Rapier Wasps, and now, we're going to put him to work," Cardin said as Russel grabbed Jaune's shoulder, "Now according to the essays you wrote for me last week, these nasty things love sweets. I'm thinking it's time we teach them a thing or two."

With the plan now explained, team CDRL got up the ground. Cardin offers Jaune his hand, only to pull him up the ground painfully, then he shoves two extra jars into Jaune's hand and said: "And you're going to do it."

"Do what?" Jaune asked back, confused.

"Hit them with the sap," Cardin lean closer to him, "Either that or I will have a chat with Goodwitch and you will find yourself on the first airship out of Beacon."

Jaune takes a look at the two jars in his hand and then look back at team CRDL who all had a grin on their face, waiting to see what will happen. Jaune prepares to throw the jars, one in each hand, at both of his friends. However, his hands started to shake when he sees Ben was smiling while Pyrrha was berating Nora for eating all of the sap. Eventually, Jaune steered him for what he needs to do and it wasn't what Cardin wanted him to do.

"No!" Jaune said firmly

"What did you say?" Cardin asked as if he didn't hear Jaune clearly.

"I said…. NO!" Jaune yelled as he threw the jars at Cardin.

As soon as he realized what he had done, Jaune reeled his hands close to himself in shock. Cardin's breastplate is now covered by red sap from the jars, with an angry look on his face, he laughs darkly at Jaune.

"Oh, you've have done it now," Cardin said with a darkly smile.

Jaune just laughed humorlessly to himself before being grabbed by Dove and Sky. They pulled him deeper into the forest, out of sight of any other team.

After arriving at their destination Dove and Sky threw Jaune into the ground. Jaune groaned as he pulls himself up, he saw a sap-covered Cardin looming over him. He picked him up the ground by his front with a grin before punching him back into the ground.

"You know that wasn't very smart, Jauney Boy," Cardin said as he picked up a bruised Jaune and held him at least a foot in the air, "I'm gonna make sure they send you back to mommy in teeny tiny _pieces_."

"I don't care what you do to me…." Jaune respond, he looks at Cardin with fury in his eyes, "…but you are not _messing_ with my team."

Jaune picked himself up, standing defiantly against Cardin, this enrages him. He lunged at Jaune, first raise, prepare to give him a punch that would knock him out, but just as the hit connected, a bright light shined from Jaune, blinding anyone in the proximity. When the light died out, Cardin had been push into the ground, holding his hand, crying out in pain, while Jaune is still standing, all of his injuries had been heal, confusing him. While Jaune is still trying to understand what just happened, Sky kicked him in the back and get him on his stomach, as he looks up, glared, at the approaching Cardin.

"Let's see how much of a man you really are…." Cardin began to say but was cut off by a low growling.

Everyone turned to the directions of the sound to find that they were facing an Ursa Major. The Ursa was standing on its hind legs, above the group of student, terrified all of them.

"That's a big Ursa," Russel said in fear.

The Ursa sniffed the saps on Cardin chest plate before landing back on four legs and give out a loud roar, causing Dove, Sky, and Russel to run for their lives, leaving Jaune and Cardin behind.

On the other side of the forest, the remaining member of team JNPR and team RWBY along with Ben is still in the middle of collecting saps, due to Nora love for anything sweet, heard the roar of the Ursa attacking Jaune and Cardin.

"Did you guys hear that?" Ruby asked concerning.

Before anyone can give an answer, three members of team CRDL ran past them, still screaming their heads off.

"Ursa! Ursa!" Russel said looking back before ran into Yang.

"What!" Yang asked, completely unfazed by the crash as she picks him up by his shirt, "Where?"

"Back there! It's got Cardin!" Russel said pointing at the direction they came from.

"Jaune!" Pyrrha realized, dropping her jar and run toward the direction that Russel pointed.

"Aw man! This can't be good." Ben exclaimed

"Yang! You and Blake go get professor Goodwitch!" Ruby ordered

With a nod of understanding, Yang dropped Russel. She and Blake make a mad dash to find the professor.

"You two go with them! There could be more." Ben ordered Ren and Nora, before turning back to Ruby and Weiss, ready to run after Pyrrha.

Back with Cardin, he was attempting to run away from the Grimm, but the monster leaped over him and clawed him into the ground.

"Crap! Crap! Crap!" Cardin panicked as he tried to crawl away.

"Oh, no" Pyrrha yelled before being caught up by Ben, Ruby, and Weiss.

The group of rescuers could only watch as the Ursa approached Cardin. It raised its claws to attack, but before it makes contact, it was blocked by Jaune's shield, Crocea Mors. Jaune's action stunned Cardin, who only think he was just a wimp who couldn't fightbacks. Despite the fact that his body had healed from all of its injuries, Jaune was still struggling to keep the Grimm from having the final blow, from taking his and Cardin's live.

Notice Jaune needed assistance, Wiess ready her Myrtenaster, while Ben ready his Omnitrix. However, they were stopped by Pyrrha.

"Wait." She insisted.

Jaune managed to slip the shield out from under Ursa's claws and began to slash the Grimm's chest. In retaliation, the monster attempted to crush the young huntsman-in-training, but Jaune managed to roll away. When the beast tried to swipe his feet, Jaune managed to jump away but was caught off guard when the Ursa hit him midair. He landed far away but manage to get back up on his feet, changing at the Ursa, ran past Cardin as he does so, but was thrown behind by the monster when he tried to attack it.

Getting back on his feet, Jaune looked at his scroll attached behind his shield to find that his aura was in red. Looking back at the Grimm in front of him, Jaune decided that the reading on his scroll mean nothing to him at the moment. This was not an organized fight, this is fight or die. "Just like Ben said," Jaune thought to himself, "Be brave, believing in myself." Prepare his sword and shield, Jaune steeled himself, ready for one last push.

"As Ben would say. It's hero time!" Jaune yelled as he charged at the Ursa, sword ready to strike. The beast gives out a mighty roar and charged in as a response.

As they prepare to clash, Pyrrha noticed that Jaune's didn't raise high enough, left him completed open for Ursa to strike. She lifts her hand toward him, dark red energy gathered in her arms. Just as when Ursa prepared to hit him, Jaune's shield was surrounded by a faint glow, lifting it up to block the Ursa attack, giving him the opportunity to strike at the Ursa, decapitating it.

"Uhhhhh….What? Ruby asked in confusing and amazed at what just happen.

"How did you…?" Weiss asked, as amazed as her team leader.

"Well, Ruby has her speed, you have your glyphs," Pyrrha explained, "My Semblance is polarity."

"Whoa, you can control _poles_ …." Ruby said in awe.

"No, you dunce! It means she has control over magnetism!" Weiss corrected.

"Magnets are cool too…," Ruby whispered, still impressed.

"Kind of like Lodestar," Ben commented.

"Yes! Yes, it is." Pyrrha said as she began to leave.

"Wait! Where are you going?" Weiss asked Pyrrha.

"Yeah! We gotta tell them what happened." Ruby agreed.

"We could…. Or perhaps we could keep it as our little secret." Pyrrha said before continued to walk away.

Weiss, Ruby, and Ben looked at each other in agreement before took off, leaving Jaune to deal with Cardin.

Jaune sheathed his sword as he walked toward Cardin and offered him a hand up. Cardin took a hand with a smile as Jaune pull him up.

"Holy crap, Jaune!" Cardin said at his saver, still stunned as what just happened.

"Don't ever mess with MY TEAM! MY FRIENDS! EVER! AGAIN," Jaune threaten, looking Cardin in the eyes, "Got it?"

Cardin had an intimidated, even apologetic, looks on his face as Jaune make his threat. With his order spoken, Jaune turns around, leaving Cardin with his thoughts.

-0-

Later that night, Jaune was standing on the same rooftop where he told Ben and Pyrrha his secret, where Cardin finds a way to get Jaune under his leash, the same roof where Pyrrha ofter her help to train him. As the looked at the night sky of Beacon, Pyrrha approached him.

"No Cardin tonight?" She asked, "I thought you two are best buds ?"

"Pyrrha…" Jaune said hesitantly, "I'm sorry, I was a jerk! You were trying to be nice, and… I had all this stupid macho stuff in my head-"

"Jaune! It's okay!" Pyrrha said, cutting him off.

They looked at each other, and smiled, "Your team really misses their leader, you know." She added before headed to the door "You should come down! Ren made pancakes! No syrup, though – You can thank Nora for that!"

"Wait" Jaune called out before Pyrrha reached the door, "I know I don't deserve it, after all, that happened, but... would you still be willing to help me... to help me become a better fighter?"

Pyrrha turned around and walked toward him. She caught him by surprise when she pushed him to the ground.

"Hey!" Jaune said as he hit the ground.

"Your stance is all wrong." Pyrrha said, looking over him with hands on her hips, "You need to be wider and lower to the ground."

She said as she offers a hand to Jaune, who gladly accepted it and pulled himself up. The two smiled at each other, "Let's try this again." She said before they started training.

* * *

A.N: So if anyone have watch RWBY should know that the next couple chapter will be the end of RWBY SS01 and Ben rarely appear in this chapter because this is Jaune story arc.

 **Please leave a note in the comment or P/M me**


	7. Chapter 6: Encounter

**Remant Meet Tennyson**

 **Chapter 6 Encounter**

It had been a while since the incident at Forever Fall. Now, the kingdom of Vale, and the student of Beacon Academy are preparing themselves for the Vytal Festival, which Vale had the honor of hosting this year. The street was lined with lights and banners were hung over every road. The scenery reminds Ben of the preparation for Christmas at home. While he knew that Vytal Festival is a big holiday for the people of this world, he still didn't understand the origin of the Festival itself.

Ben was walking with through the street of Vale with a couple of bags in hand. He had come to the city to pick up a few things for his secret project, along with some chili fries. He was heading back to the bus stop to pick a ride back to Beacon since his ability and origin is still unknown to the public so he decided to restraint from transforming in the city.

As he continued to walk down the street, Ben noticed that at the end of the street, there was a shop had its window bust open and surrounded by police tape. He walked to the store to have a closer look, he noticed some police is making the report on his pad.

"Man! What a mess. This is the second time this week." One detective said.

"Yeah. They broke everything and took every single piece of Dust away, but leave the money behind. Weird." His partner responds.

"You know what weirder?"

"What is that?"

"Some witness said that these were caused by some type of rock monster working with people wearing Grimm mask."

As when the two officers were speaking, Ben noticed a strangely familiar-looking blond-haired girl in the crowd. He originally thought that he was just seeing things but when the detective mentions the word 'rock monster', he has sworn that he could feel the rage coming from her. Before he can approach her, he was called out by a familiar voice. "Ben?"

Ben turned around to see Ruby and the rest of team RWBY not far behind. When he turned back to find the mysterious girl, she was long gone, so he turns his attention back to team RWBY.

"What are you doing here?" Ruby asked.

"Just went to the city to pick up something when I saw this crime scene." He said pointing back at the store, "What about you girls?"

"Weiss ideal," Blake responded, "She wanted to scout on the student coming for the Vytal Festival Tournament."

"You can prove that!" Weiss defended.

"What happens here?" Ruby asked Ben.

"Robbery. According to the police, this is the second ones this week, and took all the Dust but leave the money behind." Ben explained to her what he had heard from the two offices.

"That's terrible." Yang sigh sadly.

"Just who in the world needs that much dust anyway?" The two officers continue to discuss with each other.

"I don't know, probably the White Fang. I heard that someone is attacking them recently, perhaps they wanted to pay back."

"Yeah. But these much dust," An officer pointed at the store, "There is enough to equip an army!"

"You know what," His partner responds,"Forget it! We don't get pay enough for these shit."

"Hmph! The White Fang," Weiss said in disgust, crossing her arms, "What an awful bunch of degenerates."

"That's a bit harsh, isn't it?" Ben asked off-handedly.

"What's _your_ problem?" Blake asked

"My problem?" Weiss asked back as she turned to face Blake, "I simply don't care for the criminally insane."

"White Fang is hardly a bunch of psychopaths," Blake said, arms cross defensively, "They're a collection of misguiding Faunus."

"Misguided? They want to wipe Humanity off the face of the planet!" Weiss responds angrily.

"So then they're very misguided. Either way, it doesn't explain why they would rob a Dust store in the middle of Downtown Vale!" Blake continued, countering Weiss argument.

"Hmm… Blake's got a point." Ruby thought out loud, "Besides, the police never caught the Torchwick guy I ran in a few months ago… Maybe it was him."

"I think that makes a lot of sense," Ben added, "Maybe he wanted to go big so decided to get more firepower."

"That still doesn't change the fact that the White Fang are a bunch of scum," Weiss said, standing her ground, "Those Faunus only know how to lie, cheat, and steal."

"That not necessarily true…" Yang tried to counter her friend before heard a voice coming from the dock.

"Hey, stop that Faunus!"

When the group arrived at the dock, they spotted a young Faunus boy, about seventeen years old, with a monkey tail, golden hair, and blue eyes. He wore cargo pants and an open white jacket with no shirt. The boy run down the length of the boat before jumping off the edge as the two sailors about to apprehend him.

"Thanks for the ride guys!" He shouted as he jumped off, laughing.

"You no-good stowaway!" One of the sailors yelled.

"Hey! A no-good stowaway would have been caught!" He countered while hanging on the lamppost, upside down, with his tail and peeling a banana, "I'm a great stowaway!"

Before he was able to eat, one officer threw a rock at him to get his attention

"Hey! Get down from there this instant!" the officer ordered.

In response to the police order, the boy threw his banana peel at the man head, causing him to growl. The monkey-boy laugh in amusement then proceeded to leap off and run away from the cops. As he runs past the group, he winked at an astonished Blake before speed up to get away from the officer.

"Well, Weiss, you wanted to see the competition, and there it goes…." Yang commented.

"Quick, we have to observe him!" Weiss ordered, rallying her friends to go after the Faunus boy.

The group began to give chase, while Blake is still standing stills, lost in thought. After regaining the sense of her surrounding, she quickly followed her teammate after the monkey-boy.

As they ran, Ben asked Ruby to hold on to his things, "Hold these for me, will you?" Then he began to active his Omnitrix to help the chase, "It looks like the time to go _fast_!"

Slamming down on his Omnitrix, Ben transformed into one of his many alien forms. However, while he wanted to change into a speedy, feline Citrakayah, the watch had given him something else, a humanoid bunch of bandages from Anur Knufos.

" **Snare-oh?** " Ben yelled in surprise at the from he received, " **But I wanted to go Fasttrack**."

"Does this happen a lot?" Ruby asked

" **Not recently. I thought it had stopped to happen**." Ben told Ruby before turn back at the direction the boy had gone to, " **It doesn't matter anyway. I can work with this**."

Making the best of his form, Ben extended his arms to grab a lamppost to launch himself into the air, after the Faunus boy.

After have chased after the boy past some rooftops, Ben noticed that team RWBY had fallen behind due to crashing into someone. While the lost track of his friends, Ben still on the money tails. Taking his chances, Ben leaped into the front of the boy, cutting off his rooftop escape.

"Whoa!" The Faunus said in surprise, "Who or what are you?"

" **The name's Snare-oh** ," Ben responded, " **And I'm the one that going to stop you**."

Ben stretches one of his hand out, intended to grab the Faunus. Before he could make contact, the boy jumps up, instinctively, Ben threw his other hand at him, planning to catch him mid-air. However, in responding to Snare-oh attacks, the monkey boy created two golden copy of himself mid air and thrown them at him.

The moment Snare-oh caught them, the clones explode, throwing Ben back and turned him into a pile of bandages upon impact. Once landed on the next rooftop, the Faunus boy turned around and laugh at the pile of bandages.

"Well, look like you need to practice how to _snare_ , Snare-oh!" The monkey boy quipped before making his escape.

" **Aw, Man!** " Ben said as he pulled back to his humanoid form, then transform back into human once he touched the ground.

Looking around for his friends, Ben noticed team RWBY hasn't chase after him. Figuring that they might have gone back to school, Ben decided to return to school, hoping Ruby still had his stuff. He really didn't want to go back to the city to rebuy all those part after just arrived at the school.

Once at the school, Ben headed to team RWBY room only to be met with Blake running pass him, with Ruby standing outside of the door, reaching out, calling her friend.

"Blake, wait! Come back!"

Looking inside at the dorm room, Ben noticed that Weiss was looking down at the ground, Yang sitting in a chair with a stunned look on her face. After seeing that Ruby had noticed his present, Ben asks the obvious question.

"Originally I was going to ask about my stuff, but now I have another question," Ben looked around before continued, "What happens here?"

Couple minute, and a lengthy explanation later.

"And then she burst out of the room, we didn't understand a thing. And now she gonna be alone in the city, and, and…" Before Ruby could finish her sentence Ben calmed her down.

"Blake is a big girl now. She probably needed some time to clear her mind of things."

"But what if she gets herself into trouble?" Ruby response.

"How about this? If after the weekend and Blake hasn't come back, we will go look for her. Deal?"

"Deal."

"And before I forget. Where is the stuff that I asked you to hold on for me?"

-0-

Two days have passed since the day of the argument and Blake haven't returned yet so team RWBY and Ben had decided to look for her.

"I still can't believe you actually wanted to look for her?" Weiss said begrudgingly

"Weiss, come on. She's one of our teammates." Yang said, trying to convince Weiss.

"Is she?" Weiss asked skeptically, "She's a White Fang! Ruby, a criminal, right under our nose!"

"Weiss," Ruby whined, not appreciating her attitude.

"You don't know that. She just a Faunus, not a White Fang, not all Faunus is White Fang, you know?" Yang countered. "You should hear her side of the story first before making a decision."

"You know what they said, 'Innocent until proven guilty'." Ben added.

"I think when we hear it, you'll all realize _I_ was right" Weiss argued.

Irritated, Ben activated his Omnitrix and transformed into Stingfly. As the girl still stunted at Ben's action, he gripped Weiss's arm and flew away, much with her dismay, leaving the two sisters startled as what just happen.

"Ummm…..Sis?" Ruby asked her sister, who is just confused as she is, "I think Ben's angry."

"And I think Yang's hair look wonderful today!"

The sisters yelped and jumped at the sudden voice.

"Penny! Where did you come from?"

A rooftop and severals building away, Weiss still struggled to get out of Ben's arm until he put her down.

"What was that for?" She asked him.

"Okay, Weiss, this may sound cliché but, I know exactly how you feel," Ben said after transformed back.

"You do?" She asked skeptically.

"You feel like that Blake had betrayed your trust, and hated yourself for trusting her so you wanted to push that rage onto her," Ben explained, making Weiss stand in awe of how much he understands how she felt.

"I had been in this position," Ben continued, "One of my best friends, Kevin, used to be a criminal. Heck when we were kid, he was one of my greatest enemies. When we met each other again years later, we slowly became close to each other, became brothers in arms."

Weiss listened intently "But there was one time….He tried to absorb the power of my Omnitrix to fight a powerful enemy. It causes him to lose control of himself, going insane."

"What did you do?" She asked him.

"To be honest." Ben sighed, "I wanted to end him."

"But why? You know that he's not responsible for his action! Why didn't you tried…" Weiss asked him.

"Help him? Stop him? Save him?" Ben interrupted her, "Back then, I just like you right now, I felt that he had used our trust just to get close to me and take my power like when we were kids. I think that he just a power-hungry monster, not thing more."

Weiss looked at him in horror. "But my cousin, Gwen, and a couple of our friends showed me that killing him is not what I do, that not what I have been doing all my life, since the day I have to gain the Omnitrix, the original purpose of the Omnitrix."

"What was that?" Weiss asked him. "To protect the innocent, and help those in need, to make peace."

"Kevin was someone needed help, the monster that attacking people wasn't him, it was a monster that trying to took over his body, his soul." Ben turned back and smiled at her, "He was my brother, and I had to save him. If I kill him, then I'm no better than the monster that tried to control him."

Weiss looks down in shame only to be met by a pair of reassuring hand on her shoulder.

"Weiss, just like Kevin, you can't blame Blake for White Fang's action, and we don't know if she had ever done those things yet." They look at each other in the eyes, "You have to listen to her story first, don't jump to conclusion. Don't make the same mistake I almost did."

Weiss looks at the boy. He may not be the best student, not the best teammate, not the best advisor….But this moment he is the one that understands her the most, someone she can call a true friend.

"I understand." Weiss responded, "So!? Are you planning to keep me up here all day, or we going to go looking for our _stray cat_?"

This response had caused a little chuckle between both of them before he smiled back and nodded.

When they returned to the place that they had left Yang and Ruby, the two noticed the sisters are nowhere to be seen, so they decided to split up to search for the three girls.

-0-

Later that night, Ben was flying through the sky, looking for Blake, as Bigchill. As he flew over the docks, he notices a familiar figure at the edge of the roof of one of the warehouses.

 **"Blake!"** Ben called out for her as he landed, forgot about the blonde boy behind her.

 **"Are you alright?"** Ben asked as he transformed back, "We've been looking for you all day. Where have you been?"

"Um, excuse me?" A voice called out behind Blake. A voice belongs to the Faunus boy that Ben and team RWBY had chased a couple of days ago, and Ben had just about to mentally slap himself for forgot about there was a person behind Blake.

"Um, Blake. Who is he? And why he was a flying moth-man couple second ago?" the Faunus boy asked.

"Well… He's a friend of mine. Why he was a flying moth-man, you should ask him." Blake response.

Figuring that he had exposed himself to another person. Ben decided to introduce himself.

"The name is Ben Tennyson, a shapeshifter." Ben holding out his hand, "Nice to meet you, again."

"Sun Wukong." The boy said as he shakes Ben's Hand, before noticing his last word. "What do you mean 'again' ?"

"We've met before," Ben replied, "though I was being Snare-oh at that moment."

"Wait. That was you?" Sun yelled in surprise.

"Shush! Someone coming." Blake shushes at them as an airship arrived.

The Bullhead landed in the middle of all of the containers and opened up its ramp. Several people wearing white hood with silver mask exited the craft, on the back of their hood is an emblem that Blake recognized all too well. A red wolf's head with a three-clawed scratch across it, the emblem of the White Fang.

"Oh no…" Blake whispered in disappointment.

"Is that them?" Sun asked

"Yes…" Blake answered, hesitantly, "It's them."

As they monitor the movement of the White Fang's member, Sun asked, "You really didn't think they behind it, did you?"

"No. I think deep down I knew," Blake said sadly, "I just didn't want to be right."

"So this is the White Fang." Ben mused.

As the group prepared to confronted the White Fang, they hear a new voice coming from the airship.

"Hey! What's the hold-up!?" The owner of the voice is revealed to be the wanted criminal Roman Torchwick, who Ben had seen a couple of time on the news, "We're not exactly the most inconspicuous bunch of thieves at the moment, so why don't you animals try to pick up the pace?"

"So this is the guy who is running the show?", Ben mused to himself.

"This isn't right," Blake said, "The White Fang would never work with a human. Especially not someone like that."

Without saying another word, she jumped out of their hiding spot, weapons in hand.

"Hey! Wait up…" Ben called, hand reaching out, intended to stop her, but it was too late. She had already landed on one of the containers near Roman.

"So much for a stake-out", Sun said

"Come on let's go." Ben responded, "Before she does something she gonna regret."

As Roman was giving order to the White Fang's members, Blake suddenly appeared behind him.

"What the-Oh, for the f-" that is what Roman able to respond before one of Blake's blade was placed at his neck.

Seeing the commotion, the White Fang's members all readying their weapon, pointing them at her. At the same time, Ben and Sun slowly approach her, hoping things won't get messy.

"Whoa! Take it easy there, little lady!" Roman said, trying to stall some time.

A brief moment silent passed as Blake took off her bow, revealing a pair of cat ear, before addressing the White fang's member, "Brothers of White Fang! Why are you aiding this scum?"

"Oh, kid." Roman laughed, "didn't you get the memo?"

"What are you talking about?" Blake questioned.

"The White Fang and I are going in a joint business venture together!" Roman explained.

"Tell me what it is or I'll put an end to your little operation." Blake threatened.

"My dear lady," a new voice called out from bulkhead as two more arrived, "Our operation is anything but 'little'."

As the masked figure walks out of the bulkhead, alongside two rock-monster, Ben recognize him.

"How the hell is he here," Ben muttered, hand on his Omnitrix.

With his captor attention being diverted at his accomplice, Roman fire his cane at the ground, blowing him and Blake away.

Despite being dazed by the blast, Blake quickly got up on her feet only to saw the masked figure prepare to blast her with some kind of purple energy beam.

Just before the beam hit her a person suddenly land before her, raising his arms in a defensive position and creating a green energy shield, protecting them.

When the light died out, Blake sees that the person is a black armored figure with a dark green jumpsuit, with multiple pouches on his body.

"Tennyson?!" the masked man yelled, "How are you even here?"

" **I was about to ask you the same thing, Micheal."** Ben answer, **"Or should I called you Darkstar, the great and powerful?"**

"Get him! Get them!" Micheal ordered the White Fang members and his Golem to attack the duo. With their enemies moving rally up against them, Ben grabbed Blake and fly up to a nearby stack of containers.

" **I gonna lure them away while you go grab Sun and called the other. Okay?"** Ben said.

"Ben, I can still fight," Blake argued, only for Ben to responded. **"I know you can, but that guy is stronger than anything you had fought before. He is one of my old foes, you need to find the other, we gonna need back up to stop this operation. Okay?"**

"Fine!" Blake reluctant agree and run off to find Sun.

-0-

In another part of the dock, Roman was searching for his feline attacker.

"Here, kitty, kitty, kitty,…" He walks around the area, taunting the cat Faunus.

As he walked past another roll of container, a banana peel suddenly appeared on his face. Roman growled as he looked to see Sun standing on top one of the containers. Sun then jump from the container, landed on Roman's face, feet-first, before putting some distance.

"Leave her alone!" Sun called out, prepare for a fight.

"You're not the brightest banana in the bunch, are you, kid?" Roman asked sarcastically as a Bullheads above them open its hatch and several White Fang member drop-down, surrounding Sun.

After a couple of seconds of silence, the White Fang member began to charged toward Sun, he managed to dodge a couple of slashes and knocked out couple enemies before rolling out of the way, pulling out his weapon, a collapsible red staff. Using his weapon, Sun knocked out anyone that comes near him, then he created a scorching shockwave from his staff to push the rest of them.

As Sun kept beating up his men, Roman growls in annoyance and aimed his gun at Sun, firing at him that he barely block before Blake lept into the fray. She ran pass Sun and become a blur of afterimages as she slashed both blades at Roman, who was able to deflect her blows with unbelievable speed. Blake continued her attack, determined to push their enemy back so she and Sun can call for backup.

-0-

Back to Ben in his Sotoraggian form, firing a couple of his left arm-mounted rocket to push back White Fang member, and then shoot a binding polo from his right arm to capture them.

He then takes two guns from his leg-mounted pouches and began to fire upon the horde of Golem, decimating them.

" **Hey, Micheal! Is that everything you got? I thought you would be stronger if you manage to find a way to cross-worlds. "** He yelled out only to be met with a powerful mana blast from his enemy, pushing him back

"Is this what you mean?" Darkstar said mockingly, "From the moment I arrived in this world, my power had reach tenfold since we last met. I'm now more powerful than you can imagine!"

" **Oh yeah?"** Ben asked, **"If you are so powerful, why you're still ugly as before?"**

This comment seemingly pokes at the right spot, because the next thing he saw is that Darkstar dashes toward him, hand glowing in mana energy. Ben noticed this and activated his thrusters and burst into the air, causing Darkstar to crash into a container. While in the air, Ben began to fire all of his weapon toward the crash site, creating a big dust cloud.

Before the dust even settles, Darkstar blasted toward Ben, tackled him midair. After tackling Ben, Michael blasted him to the ground, through several blocks of containers. As Ben was struggling to keep his shield up against Darkstar onslaught, right the moment that his shield dropped and he transformed back, an energy beam shot at Darkstar, blasted him away.

As Ben was knock out by Darkstar onslaught, several more bulkhead arrived only to be shot down by a green energy beam.

-0-

After seeing couple new players had joined the fight, a white-hair lady that can push his masked partner back, and a new kid equips some kind of weapon system that capable to shot down 3 bulkheads simultaneously, Roman decided it time to pull back.

Firing a shot from his cane to distract the white-hair lady, giving Darkstar some breathing space so that he can get into the Bulkhead.

"Today had been fun ladies, but me and my associate had places to go and stuff to do. I bid you farewell" As he was saying his goodbye, the airship lift-off, and jet into a blue portal in the sky before anyone can stop it.

As the combatant still looks at the space the portal closed, Ruby run toward her friends and the White-hair lady.

"Thank for helping us back there," Ruby said to the White-hair lady

"You shouldn't, It just a coincidence."

"Still. If you weren't there he would have beaten Ben and got away with all of these dust containers."

"Wait! Did you just say Ben? How did you know that name" The mention of 'Ben' gain the attention of the mysterious lady, she grabbed Ruby arms, demanding an answer. Before she can answer, they heard his voice.

"Did anyone get the license plate of the bus that hit me." Ben groaned as Blake and Sun pick him up on his feet.

"You okay buddy?" Sun asked but before Ben can answer he already found himself in an embracing from Charmscaster.

"Ben! It's you. It's really you. You are alive! We all thought you have died"

"Wait, wait, wait. What with this sudden emotional embracement, and what is the deal with 'I'm being dead'" Ben questioned Charmcaster, only being met with her puzzled face.

Only after seeing what reside on his left wrist that she understand what was happening.

"You are not him," she said in a quiet voice, tears began to fall.

* * *

A.N: Sorry about the long upload time. Been brainstorming how to incorporate this storyline. Next chapter will explain a lot of things.

I'm planned to give Ben a Yautja transformation but can find a good name for it, can anyone help me. My original name gonna be HTR (Hunter). If anyone has an idea please leave a comment or P.M me

Thanks for reading


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